Welcome and thank you for standing by. At this time, all participants are in a listen-only mode. After the presentation, there will be a question-and-answer session. [Operator Instructions]. This conference is being recorded. If you have any objections you may disconnect at this time. I would now like to turn the call over to Richard O'Brien, President and CEO. Sir, you may begin.

Good morning, everyone. Thank you for joining us on our conference call today to discuss Newmont's financial results for the third quarter. With me in the room today are several members of Newmont's management team who will be available for questions at the end of the presentation. Before we get started, I need to once again remind you that we will be discussing forward-looking information involving a number of risks, certain of which are unique to our industry as further described in our SEC filings. Turning to slide three, when I became CEO of Newmont, the strategic direction that I framed for our employees, our management team, and our shareholders was centered on a renewed focus on our core business and a commitment to daily operational and project execution. Execution should be measurable, and just over a year and a quarter later, our strategic foundation is comprised of exactly the same principles and we openly measure our performance against our metrics on a quarterly basis with this corporate scorecard. As illustrated on the slide, we clearly have made substantial progress over the last 16 months. But it's also evident by the unchecked boxes that we have much work left to do. As we continue to execute on our plans, we are again maintaining our original 2008 production and cost guidance. We keep this particular box unchecked however as a constant reminder that this is a daily requirement of our business. On our second quarter earnings call, we highlighted the successful delivery of two major projects, the Yanacocha gold mill and Nevada Power Plant. Both of which are performing better than expected. We still have one major project in the execution stage, Boddington. As I'll talk about in a moment, we are revising upward our capital cost on this project. And…

Thank you. [Operator Instructions]. Our first question is PatrickChidley with BJM.

Yes, hi good morning everybody. My question goes to the low tax rate that you reported for the quarter. Maybe you could expand on that.

Patrick, I'll ask Dave Gutierrez, VP of Tax and Accounting to speak you through at a high level. I will just point you to a slide if we could just flip through to, I think it's slide 17 which shows the reconciliation of GAAP net income to the normalized income. And if you have a look at that slide, you'll see there are two tax adjustments on that slide which we took into account to reflect the lower tax rate for the quarter. So if you... we're just pulling it up on the screen here. Hopefully, we can get... 16, I think it is, Patrick, yes, hold on. Let us get there. So if you have a look at the slide 16, which hopefully is up on your screen or if you have the presentation downloaded, you'll see two adjustments, essentially adding back for tax planning during the quarter, the $19 million that showed up in discontinued operations which related to the Newmont Capital IPO as we trued up our tax estimate for the gain. Remember, we took that gain on sales through discontinued operations. So we took the tax gain through. So we added that $19 million back because clearly that related to a once off type transaction. And then the other $18 million that you see up top that we're reducing to get to adjusted income relates to tax restructuring. On the big restructuring that you saw in Q2, which you'll see in the year-to-date column now shows up as $147 million. So we reflected both of those in trying to get to an adjusted net income number. And I'll have Dave speak to some of the detail on the quarter.

Right. For the quarter, we had... we released from our reserve for uncertain tax position amounts related to several items that resolved with the Internal Revenue Service. Also, as Russell also mentioned, the restructuring true up occurred not only regarding the IPO sale from last year, but also in terms of the filing of our tax return for 2007 where we had incremental amounts of depletion related to the operations for 2007. So those are the primary drivers for the quarter.

Okay. And can you tell me when you choose to release amounts from the reserves, is that done at your discretion or is it done according to a scheduled timetable?

No. Our policy is to release reserves only when items are resolved with governmental agency or the statute has lapsed. So in the quarter, since our U.S. tax return for 2002 to 2004 got resolved, most of the matters got resolved in this quarter, we released the reserves related to those years.

Okay. And how much was that?

It was approximately $30 million.

Okay. All right, thanks very much.

Our next question is from John Bridges with JPMC.

Good morning, Dick, everybody.

HeyJohn.

Just wanted to play devil's advocate here a little. Congratulations on staying on track with your production target. But when we spoke a year or so ago, just trying to figure out what the right approach was with goldmines, particularly given how the gold ETS has been performing, showing investors like to see gold actually stay within the companies. And any thoughts on producing versus keeping gold in the ground after another year in the seat?

Good question John. I think one of the goals that we have at the company is to continue to look at preserving the reserves that we have and adding to them over time that so that we can really have a long-term, more sustainable business model. Whether or not producing today versus holding gold in the ground is a fundamental way that we would decide that is still I think up for discussion. The reason for that is because we already have assets in the ground, trying to get return on those assets through positive cash flow generation is absolutely a priority for us. I think at the margin, your question really comes to more marginal ounces with higher cost, both capital and operating costs related to them. And I think as we have continued to look at the business model here, as we look towards the future for generating gross positive cash flow from each of the pits we operate from, I think more and more we will be taking a look at marginal production to see if that marginal production actually does makes sense to produce now or to leave in the ground. So I think we will continue to balance mine plans, which at some point demand that we either produce or leave behind ounces with positive cash flow generation as sort of the targets that we're looking at. And in this kind of market, John, I think that question is really one that we will have to answer here even as we look into next year.

John, Russ. Just adding to that. In the short term, we did leave a little bit of ounces in the ground as you'll note looking at the third quarter and backing into the year, the 5.1 to 5.4. As we said, we did leave some ounces in the Bodd... in Batu Hijau in Indonesia. Those will come out. We are out of the bottom of the pit effective basically today with the rainy season having started. But we will see a better fourth quarter there. And Nevada again, we've loaded the ounces on the pad, so those will hopefully come out in the fourth quarter. Again, we are trying to get away from that back-end weighting as we've spoken to you folks about for a year now. Some events transpired this quarter which have pushed some of that third quarter production into Q4. So that's the shorter term picture.

Our next question is from Heather Douglas with Thomas Weisel Partners.

Hi, good morning everyone. I was hoping you can give us a little bit more color on what is happening at Boddington. You said in your release that it's 85% test complete. What still needs to be done sort of the steps for commissioning over the 12 months next year? And can you tell us what your revised cost estimates are, in particular some per ton costs?

Yes, this Guy. Good day to you Heather. Heather, we are 85% complete as you've correctly said. We have the remainder of construction to complete, which is mainly the mechanical/electrical component of the project. And from that we'll go into commissioning and startup. It will be a phased approach which we will start early next year. And through the end of the first quarter, early second quarter, we will begin to start up the plants and commence our journey into an approximate one year ramp up. So I think that's... I hope that adds a bit of color for you around what's left in terms of construction.

Heather, it's Russ. As far as the cost per ton, we're actually reviewing our assumptions right now. I'll say back in July when we started our '09 budget and business plan, our assumptions for example were 900 gold, 350 copper and 125 oil. Clearly, the world has changed in the last couple of months. So we are going through a review process. In addition, what's going to cause us a little bit of accounting consternation is the delay in start up, which takes some of those mining costs and pushes them into capital. As Dick mentioned earlier, most of it or about half of the capital cost increase is related to schedule. So we take some of those mining costs and essentially capitalize them. So we are working through that. Again, we had an 87.5 in Aussie dollar assumption; the world today looking at around 64 cents makes it very different. So as we get numbers and we give you our '09 numbers in late February, we'll be able to give you some more color around individual operations and can address that point then.

And just follow up on that. We have said, Heather, that we do anticipate that the all-in cost applicable to sales at Boddington will be at or below industry averages, and that's something that we continue to believe.

In terms of a follow up, how much mining is... are you stockpiling right now because of the delays at the plant?

No, we're busy stripping at the moment Heather. So we're taking non-ore material to waste at the moment. We do not intend stockpiling significant amounts of material.

And as far as the phased approach for a start up, if we were trying to model throughput, we would put very little then in the first half of next year and then back-end loaded like what sort of throughput?

Yes, that's certainly correct. It's going to be a gradual one year ramp up with not significant production in the second half of this year.

Okay, thank you.

Our next question is from Michael Dudas with Jefferies. Michael Dudas - Jefferies & Co.: Good morning everybody.

Hi.

Hi Mike. Michael Dudas - Jefferies & Co.: First question is relative to where A dollar is, relative to where energy prices are, and of course they change every moment it seems, very volatile, what's your viewpoint on aggressiveness relative to lock in as best you can current type levels of those commodities, especially given your viewpoint on where gold prices should be?

Mike, Russ. Good question. Yes, extreme volatility. What we have in place is a layered, structured and disciplined hedging on the Aussie dollar. We've been lagging into that for about a year now. We have accelerated that in the recent times to reflect what we believe is a dislocation with the Aussie trading in the low 60s. So we continue to lag into that. We will essentially, and it's a two year program. So if you think out 18 months, you're effectively around 40% hedged; 18 months out, closer to 80% on the short end. As far as energy, we're doing a little bit in Nevada. But to be quite honest, Mike, it's tough to get a derivative instrument that qualifies for effectiveness accounting. So as we look at some of the other parts of the world, the way the pricing structures work, we would induce significant volatility. So we haven't done a lot other than in the U.S. where there is a liquid market and a tradable instrument that meets the effectiveness testing. In addition, don't forget we have about a quarter of that well hedged to Canadian Oil Sands Trust, although it doesn't show up as a hedge obviously on the income statement. So in short, stepping up a little on the Aussie dollar, we have locked in. I mean as Dick mentioned earlier, essentially all other capital that we have eliminated that risk and we are aggressively adding to our position for operating cost for at least the next two year [ph] period. Michael Dudas - Jefferies & Co.: Thank you. My second question is, Dick, compared to six to nine months ago and given the gross deterioration of capital access and cost, has there been a major change in the ability to maybe add to upgrade inventory through your stage gate process through acquisitions? And is that something that may be in this time of uncertainty, you might be more... looking at more closely.

Well a couple of things on that. I'd say we continue to maintain our fundamental belief that we need to build the business through exploration project development and acquisition. With respect to exploration and project development, I think we have a fairly sizable portfolio in both. And what we'll be looking at is trying to maintain options while focusing on positive cash flow generation for the company, which means that some projects in the pipeline will surely be delayed, but we won't loose them. It will mean that some exploration projects will be delayed, but likely we won't loose them. With respect to acquisitions in particular, as I said, I believe that relative value for Newmont continues to put us in a position where we can now, and I believe we will over time, be able to look at that relative valuation. And whether it's projects in development that others can't complete because they have liquidity issues, whether it's exploration projects that we might be able to acquire instead of spending our own exploration dollars because the purchase of those may be cheaper than the development or whether it's looking at other companies that might have relative valuations that have comparatively declined relative to ours. I think all of those things will be on the table for us. And it's an ill wind that doesn't blow somebody some good. And I'm hopeful that we are going to be one of those companies that will benefit because we're going to stick to our business, we are going to generate positive cash flow, we will maintain our investment grade rating and I think all of that should over time bode well for Newmont. Michael Dudas - Jefferies & Co.: Well said. My final question, Dick, is this might be an easy one for you. You think there is a... could you maybe discuss the disconnect that we might be seeing in the financial markets for gold in the physical markets?

Yes, I will attempt to do so and then maybe Russ and John can jump in. But what we've seen and heard is that the physical demand for gold right now is very tight. Coins are less and less available. We have heard that there are people who are trying to borrow gold in the marketplace and finding that it's difficult to come by. That physical demand should translate to higher gold prices. And I think on the other side is just the fear that people have at the moment that holding any asset maybe even other than a U.S. treasury, which now will get you the fine yield of 0.6, I think it's something that people really are worried about. And I don't think it goes to the fundamental value of gold; I think that fundamental value has unfortunately relative to their fear has slipped. So I think what I see is people trying to move towards treasuries, and I think over time as we see the U.S. continue to print money, I think we will see gold price come back in that fundamental, physical, the currency aspects, the supply and demand imbalance, I think all of those things will positively impact --

Yes, Mike, Russ. Just adding maybe a quick comment. What we've heard anecdotally is clearly cash is king with margin close in charge. And it's not so much a question of what you want to sell, but it's what you can sell. In gold, one of the benefits it has is its liquidity and the fact that is the store of wealth and money. So we've seen indiscriminate selling to generate cash to repay and deleverage. Particularly on the hedge fund side, we have seen related to windows of hedge fund redemptions significant selling in the futures market despite the strong physical. So I think you will see that process unwind, and to Dick's point, if these fundamentals start asserting themselves longer term. But I think short term, and I think short term could be up to a couple of years in a very volatile market where cash is king and fear is paramount. And we're seeing that and unfortunately gold is getting sold along with everything else. Michael Dudas - Jefferies & Co.: You would think those margin parts [ph] would accept gold coins, but depending on what they look like. Thank you gentlemen.

[Operator Instructions]. Our next question is from Barry Cooper with CIBC.

Yes, good morning everyone. Dick or maybe Russ, because I think you've been more intimately involved in this, and there is a question that I'm sure that you want to answer or maybe that you can answer. But just wondering about the whole negotiation process at Batu Hijau. What's likely to take place in terms of peoples' expectations and what not given the regime that we're in right now? Obviously, commodity prices have moved around dramatically. You've had an agreement on kind of valuation, which obviously I would say at this point in time is up for big negotiation changes. Then you had the whole issue of the other side getting the money in order to come up with their share of the component. Obviously, a lot of moving parts there and what not. Just can you offer any sort of expectations of what we might see in the coming months and whether this is something that perhaps just drags on forever?

Barry, it's Dick. Let me start and then Russ can add to this if he needs to. What I would say is with respect to what can we say, we can tell you what we've said in the past. We can't really predict where this is going to go. But what we have said in the past is we are absolutely committed to living under... living up to the divestiture requirements under the contract of work. Under that contract of work, unfortunately, we've ended up in a position where because of some of the points that you raised with respect to how do we sell, really, there has not been an issue around evaluation today. But the how do we sell and to whom that really has led us to the point where we did end up in arbitration. That is scheduled for the first part of December. As I've said, as Russ and others at the company and I have told the government, we are continuing to hope that we can figure out a way to resolve this through continued discussions with the regional governments. If we can get that done and we can agree on the appropriate terms, we could move forward in another direction. That, however, is an alternative; it's not the main focus at the present time. So we continue to look at valuations in the commodities. We have not set the 2008 valuation yet; the other valuations that were set historically. So it is difficult for us to call at the moment other than we know we will have to divest. It's something that we actually acknowledge and really want to get done. And we're still just trying to figure out through arbitration how exactly do we get that done.

Dick, does the historical valuation bear any relevance today?

Barry, very good point. And again, our contract of work, which is a 68 page document, spells out basically the A to Z of operating that mine. It clearly never contemplated a situation such as this where divestiture wasn't affected around about the time of the valuation and we've seen a dislocation. I will say, though, that as we've mentioned before, the '07 valuation was at 4 billion... '06 valuation at $6 billion, '07 at $6 billion on a 100% basis. Clearly, when you look at today's multiples and lower short-term cash flows, it will impact that. But key in that valuation is your long-term assumptions because again when we get to the bottom of phase VI which happens out in 16, 17, 18 timeframe, there's a lot of cash flow. So it is dependent on your long-term view and you've got to navigate through the short-term chop clearly. The other issue with the ill wind that Dick spoke to earlier is that some of the competing companies that had expressed an interest in providing finance to some of the local governments, the FT article as you probably remember from February, their financial situation has changed markedly with current market dislocation, and a lot of that is public and you can read about it. But suffice to say, the ability of people to raise what's approximately $400 million for a 10% non-controlling interest has been reduced. And we'll have to work through what that means. I think short term, though, we are all proceeding on the divestiture track. The government has honored its obligations. We will expect a decision sometime in the end of the first quarter, second quarter next year. We still remain very confident in our merits... in the merits of our case at least. The resolution we have asked for is that we are allowed to divest on essentially the business-to-business, which means we'll divest or we're asking for relief to divest to Indonesian parties essentially of our choosing. We have identified a number of those that we believe are very aligned with our operating philosophy and we hope to be able to effect that transaction shortly after we get a result from the arbitration panel.

Do you think you would entertain, in essence financing those groups yourself with basically loans with payback through cash flow?

Yes Barry, we have. We offered in November '07 exactly that type of non-recourse structure where we would keep the economic interest and the loans would be non-recoursed to the local governments who we do want as our local partners. At the time there were some competing bids, there wasn't a lot of transparency into some of that. But we have seen some key government changes which have change the landscape so to speak and then with the financial situation, we believe that our offer becomes even more compelling. So we're working through that as a parallel path to arbitration.

Right. Okay, good enough then. Thanks a lot. I guess we'll just stay tuned.

Stay tuned Barry, thank you.

Our next question is from John Tumazos with John Tumazos Very Individual Research.

Thank you. Could you just review your Australian dollar hedging that remains for project execution or operations?

Yes John, Russ. We've got a fair amount of disclosure if you look at the 10-Q which got filed this morning. We have a table in there which refers to our hedging and derivative exposure. If you look it at end of the September and again we have been pretty active in October, but at end of September, we have a table which shows about $648 million hedged over the next three years those U.S. dollars at average rate of around $0.84. And we have a de minimus amount of Australian... of New Zealand dollars hedged under a similar program.

Thank you.

Our next question is from John Doody with Gold Stock Analyst.

Hi, good morning and thank you for the details so far. My question has to do with the forecast assumptions. We are finally cash... the costs are going in your favor. And before on oil, you had earlier said that the sensitivity of oil was $10 a barrel was equivalent to about a $4 cash cost per ounce. And is that still true with your lowered oil forecast now? And also I wonder if you could give a sensitivity with the exchange rate to the Australian dollar particularly given that you're hedged at $0.84 versus the assumption you are using now of 75.

Yes, so John on oil with Boddington ramping up now, we're just over 3. So if you use somewhere between 3 and 3.5 million barrels a year, that is our oil exposure. Again, its two very different markets, its very different pricing mechanisms, but that will give you a feel for our exposure, and that correlation does hang true. We have a small hedge program but it doesn't move it. So you can use that as a good rule of thumb for your sensitivities. On the Australian dollar, again if you look on the earnings release on page one; there is a paragraph in which talks about CAS and the sensitivity to the Australian dollar. And you'll see the sensitivity there. Again, as Boddington ramps up, that will start to increase as our Aussie dollar spend increases.

I'd just emphasize that for now it's $1 for every $10 change in oil prices, it's getting only up on both of that... and that's the reason that the significant number has come down from the number you mentioned. And as we said in the earnings release, it's $1 per ounce for every $0.10 change in the Australian rate. So as we get deeper into the year, the range really tightens because we only have one quarter left.

And John, you'll see we used the lower oil in the table. For the forecast, we used 75. What we do see is a lag and we talked about this last quarter where we will bill cost and inventory. So we do have costs in inventory that will come out in the fourth quarter where we were paying $145 oil. So you don't see it immediately; there is a lag of call it six to eight weeks.

Okay. So it looks at this stage, it looks your fourth quarter cash costs per ounce are going to come in around whatever your year-to-date is, about 438. Can you confirm that?

That's about right John.

Okay, great. Thank you very much.

All right, I want to thank you all for your attention today and your questions. And you can count on us to go back to work and continue executing on our plans. We look forward to talking to you in February. Thanks.

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